TWO RIVERS WATER & FARMING Co - FORM 8-K - EX-99.2 - 20120331 PROPOSED RESTATED FINANCIALS

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8-K - TURV 8K 20120725 - TWO RIVERS WATER & FARMING Co	turv_8k20120725.htm
EX-99.1 - 20111231 PROPOSED RESTATED FINANCIALS - TWO RIVERS WATER & FARMING Co	turv_8k20120725exh991.htm

EXHIBIT 99.2

PROPOSED MARCH 31, 2012 RESTATED FINANCIALS

Consolidated Balance Sheet (in thousands)	March 31, 2012						March 31, 2012
	(Unaudited)			Change			RESTATED
ASSETS:
Current Assets:
Cash and cash equivalents	$	3,557					$	3,557
Marketable securities, available for sale		93						93
Advances and accounts receivable		53						53
Farm product		44						44
Deposits and other current assets		51						51
Total Current Assets		3,798						3,798

Property, equipment and software, net		1,079						1,079

Other Assets
Debt issuance costs		597						597
Land		2,968						2,968
Water rights and infrastructure		28,786						28,786
Dam and water infrastructure construction in progress		1,291						1,291
Total Other Assets		33,642						33,642
TOTAL ASSETS	$	38,519		$	-		$	38,519

LIABILITIES & STOCKHOLDERS' EQUITY:
Current Liabilities:
Accounts payable	$	632					$	632
Current portion of notes payable		10,863						10,863
Accrued liabilities		390						390
Total Current Liabilities		11,885						11,885
Notes Payable - Long Term		6,830			(1,326	)		5,504
Total Liabilities		18,715			(1,326	)		17,389

Stockholders' Equity:
Common stock, $0.001 par value, 100,000,000 shares authorized, 23,176,350 and 23,258,494 shares issued and outstanding at March 31, 2012 and December 31, 2011, respectively		23						23
Additional paid-in capital		40,195			1,326			41,521
Accumulated Comprehensive (Loss)		(96	)					(96	)
Accumulated (deficit)		(22,472	)					(22,472	)
Total Two Rivers Water Company Shareholders' Equity		17,650			1,326			18,976
Noncontrolling interest in subsidiary		2,154			-			2,154
Total Stockholders' Equity		19,804			1,326			21,130
TOTAL LIABILITIES & STOCKHOLDERS' EQUITY	$	38,519		$	-		$	38,519

Consolidated Statement of Operations (in thousands)
	Three months ended March 31,						RESTATED Three months ended March 31,
	2012			Change			2012
Revenue
Farm revenue	$	-					$	-
Water revenue		-						-
Member assessments		-						-
Other income		1						1
Total Revenue		1						1
Direct cost of revenue		-						-
Gross Margin (Loss)		1						1

Operating Expenses:
General and administrative		2,094						2,094
Depreciation		53						53
Total operating expenses		2,147						2,147
(Loss) from operations		(2,146	)					(2,146	)

Other income (expense)
Interest expense		(580	)		(78	)		(658	)
Warrant expense		(55	)		-			(55	)
Other income (expense)		-			-			-
Total other income (expense)		(635	)		(78	)		(713	)
Net (Loss) from continuing operations before taxes		(2,781	)		(78	)		(2,859	)
Income tax (provision) benefit		-			-			-
Net (Loss) from continuing operations		(2,781	)		(78	)		(2,859	)

Discontinued Operations (Note 1)
Loss from operations of discontinued real estate and mortgage business		-						-
Income tax (provision) benefit from discontinued operations		-						-
(Loss) on discontinued operations		-						-

Net (Loss)		(2,781	)		(78	)		(2,859	)
Net loss (income) attributable to the noncontrolling interest (Note 2)		8			-			8
Net (Loss) attributable to Two Rivers Water Company	$	(2,773	)	$	(78	)	$	(2,851	)

(Loss) Per Share - Basic and Dilutive:
(Loss) from continuing operations	$	(0.12	)				$	(0.12	)
(Loss) from discontinued operations		-						-
Total	$	(0.12	)				$	(0.12	)

Weighted Average Shares Outstanding:
Basic and Dilutive		23,217						23,217

Consolidated Statement of Cash Flows (in thousands)	For the three months ended March 31,
	2012			CHANGE			2012 RESTATED
Cash Flows from Operating Activities:
Net (Loss)	$	(2,781	)	$	(78	)	$	(2,859	)
Adjustments to reconcile net income or (loss) to net cash (used in) operating activities:
Depreciation (including discontinued operations)		53						53
Amortization of debt issuance costs and pre-paids		270			78			348
Stock based compensation and warrant expense		1,000						1,000
Net change in operating assets and liabilities:
Decrease (increase) in advances & accounts receivable		3						3
(Increase) in farm product		(1	)					(1	)
(Decrease) Increase in accounts payable		1						1
Increase (decrease) in accrued liabilities and other		131						131
Net Cash (Used in) Operating Activities		(1,324	)		-			(1,324	)

Cash Flows from Investing Activities:
Purchase of property, equipment and software		(3	)					(3	)
Purchase of land, water shares, infrastructure		-						-
Construction in Progress		(443	)					(443	)
Net Cash (Used in) Investing Activities		(446	)					(446	)

Cash Flows from Financing Activities:
Proceeds from issuance of bridge loans		3,994						3,994
Payment of offering costs		(45	)					(45	)
Payment on notes payable		(5	)					(5	)
Proceeds from long-term debt		606						606
Net Cash Provided by Financing Activities		4,550						4,550
Net Increase in Cash & Cash Equivalents		2,780						2,780

Beginning Cash & Cash Equivalents		777						777
Ending Cash & Cash Equivalents	$	3,557		$	-		$	3,557

Supplemental Disclosure of Cash Flow Information
Cash paid for interest	$	474					$	474
Stock & warrants for debt issuance costs	$	115					$	115

TWO RIVERS WATER & FARMING Co - FORM 8-K - EX-99.2 - 20120331 PROPOSED RESTATED FINANCIALS - July 25, 2012